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PINNACLE HOLDINGS LTD - Announcement regarding disposal of properties

Release Date: 02/04/2015 16:07
Code(s): PNC     PDF:  
Wrap Text
Announcement regarding disposal of properties

Pinnacle Holdings Limited
Registration number 1986/000334/06
Share Code: PNC
ISIN: ZAE000184149
(“Pinnacle” or “the Group” or “the Company”)

ANNOUNCEMENT REGARDING DISPOSAL OF PROPERTIES

INTRODUCTION

The Board of Directors of Pinnacle (“the Board”) is pleased to announce that it has entered into
sale agreements (the “agreements”) in terms of which Pinnacle, through its relevant subsidiary
companies, will dispose of the following properties (“the properties”) to Orange River Trading SA
CC (“the Purchaser”):

       -    Port Elizabeth Property – Situated at 59 Newton Street, Newton Park for R10 730 000;
       -    Bloemfontein Property – Situated at Unit 9, Quagga Industrial Park, 38 Eland Street,
            Quaggafontein, Bloemfontein for R13 600 000; and
       -    Midrand Property – Situated at 269 Sixteenth Road, Randjespark, Midrand for
            R 73 750 000.
In total the disposals will realise R96 216 480 after commission (collectively “the Disposal”).

The above properties are used as branch offices and warehouses for some of the distribution
subsidiaries in Port Elizabeth, Bloemfontein and Midrand.

The effective date of the Disposal is the transfer date of the properties, being 31 May 2015 or as
soon as possible thereafter, and is subject to the fulfillment of the following conditions precedent
within twenty business days of signature of the agreements:

   .   That the Purchaser obtains funding for the purchase price;
   .   That the Purchaser concludes a due diligence on the properties to their satisfaction;
   .   That the relevant subsidiary companies in the Group conclude long term lease
       agreements over the relevant properties and that the Company provides a suretyship in
       respect of the obligations of the subsidiaries in terms of the leases; and
   .   That the sale agreements are concluded on all three properties on the same terms and
       conditions, other than price.

RATIONALE

As communicated with the release of the unaudited interim results for the six months ended 31
December 2014, the reduction of gearing of the Group remains a key priority and to that end the
Board approved the Disposal of the Group’s property portfolio. The Disposal proceeds will
therefore be applied towards reducing gearing.
CATEGORISATION

The Disposal is a Category 2 transaction in terms of the Listings Requirements of the JSE Limited
and therefore does not require Pinnacle shareholder approval.

FINANCIAL INFORMATION

The carrying value of the properties as at 31 December 2014 was R60 152 612.

WARRANTIES

The parties have provided standard warranties that are usual for this type of transaction.

GENERAL

It should be noted that the above disposals exclude the remaining property, being the land in
Samrand that had been earmarked for future premises. It is the intention of the Company to
announce further details on the Samrand property in due course.

Midrand
2 April 2015

Sponsor: Deloitte & Touche Sponsor Services Proprietary Limited

Legal Advisor: Tugendhaft Wapnick Banchetti and Partners

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